Dissolution of a Society
It can happen. A club that was going strong and saving the world fifteen years ago can hardly get a quorum for meetings. An issue was so very important is being managed in a new way. Planting flowers in the park is now being done by the city.
When an organization is no longer important or it can no longer attract members, money or leadership it may be time to make a decision about the organization’s future. While there may be various options, sometimes it’s time to dissolve the society.
If the society is not incorporated and has no assets, it’s relatively easy to accomplish dissolution. The society gives notice to its members just as if they were going to amend the bylaws and then takes a vote at a meeting called especially for that purpose or at a regular meeting. Some organizations have provisions in the bylaws for dissolution; in that case you would follow those and distribute the assets as outlined.
If the society is incorporated it’s a little more complicated because you then need to fill out state forms where you are incorporated. A 501c(3) organization must be sure to assign its assets to another 501c(3) organization. Obviously all bills must be paid and previous commitments need to be fulfilled. Again, you follow the bylaw provisions for amending bylaws or, if there is a clause for dissolution it needs to be followed.
Especially with an organization that is incorporated it is good to ask an attorney how to proceed to dissolve. Assets, including endowment funds, must be properly disposed of in accordance with bylaws and state law.
During its last two years the Louise Saks Parliamentary Unit (LSPU) created a fake unincorporated society called The Garden Gnome Society. Alas, it’s served its purpose as a learning tool. With a mixture of sadness and joy, the members dissolved The Garden Gnome Society by a two-thirds vote of members present and voting at the May 17, 2016, annual meeting, grateful for the pleasure of enjoying those strange little characters every month.
NOTE: Beginning in September LSPU will continue its monthly meetings the third Tuesday, 9:30 a.m. at First Presbyterian Church, 1669 West Maple, Birmingham, Michigan. In the coming year our lesson topics will all be By the Book—Robert’s Rules of Order Newly Revised (RONR) Of Course! The September 20 topic will be the Order of Business.
Guests are always welcome.